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Mergers and Acquisitions (Tables) | 9 Months Ended
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Sep. 30, 2020
Mergers and Acquisitions |
Schedule of proforma information | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Pro Forma | ​ | Pro Forma | ​ | Pro Forma | ​
​ | ​ | Three Months Ended | ​ | Nine Months Ended | ​ | Nine Months Ended | ​
(Dollars in thousands) | ​ | September 30, 2019 | ​ | September 30, 2020 | ​ | September 30, 2019 | ​
Total revenues (net interest income plus noninterest income) |  | $ | 361,287 |  | $ | 1,151,361 |  | $ | 1,009,372 |
Net interest income | ​ | $ | 275,217 | ​ | $ | 788,031 | ​ | $ | 786,383 | ​
Net adjusted income available to the common shareholder | ​ | $ | 113,008 | ​ | $ | 300,248 | ​ | $ | 301,898 | ​
EPS - basic | ​ | $ | 1.56 | ​ | $ | 4.23 | ​ | $ | 4.30 | ​
EPS - diluted | ​ | $ | 1.55 | ​ | $ | 4.21 | ​ | $ | 4.27 | ​
CSFL |
Mergers and Acquisitions |
Schedule of assets acquired, liabilities assumed, and fair value of total consideration transferred | The CSFL transaction was accounted for using the acquisition method of accounting and, accordingly, assets acquired, liabilities assumed and consideration exchanged were recorded at estimated fair value on the acquisition date. Fair values are preliminary and subject to refinement for up to a year after the closing date of the acquisition. ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | Initial | ​ | Subsequent | ​ | ​
​ | ​ | As Recorded | ​ | Fair Value | ​ | Fair Value | ​ | As Recorded by
(Dollars in thousands) |  | by CSFL |  | Adjustments |  | Adjustments | ​ | the Company
Assets | ​ | ​ |  | ​ | ​ |  | ​ | ​ | ​ | ​ | ​ |
Cash and cash equivalents | ​ | $ | 2,566,450 | ​ | $ | — | ​ | $ | — | ​ | $ | 2,566,450
Investment securities | ​ | ​ | 1,188,403 | ​ | ​ | 5,507 | (a) | ​ | — | (a) | ​ | 1,193,910
Loans held for sale | ​ | ​ | 453,578 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 453,578
Loans, net of allowance and mark | ​ |  | 12,969,091 | ​ |  | (48,342) | (b) | ​ | 29,834 | (b) |  | 12,950,583
Premises and equipment | ​ |  | 324,396 | ​ |  | 2,392 | (c) | ​ | 5,999 | (c) |  | 332,787
Intangible assets | ​ | ​ | 1,294,211 | ​ | ​ | (1,163,349) | (d) | ​ | 10,000 | (d) | ​ | 140,862
OREO and repossessed assets | ​ | ​ | 10,849 | ​ | ​ | (791) | (e) | ​ | (49) | (e) | ​ | 10,009
Bank owned life insurance | ​ | ​ | 333,053 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 333,053
Deferred tax asset | ​ | ​ | 54,122 | ​ | ​ | (8,681) | (f) | ​ | (8,952) | (f) | ​ | 36,489
Other assets | ​ |  | 1,061,136 | ​ |  | (604) | (g) | ​ | 26 | (g) |  | 1,060,558
Total assets | ​ | $ | 20,255,289 | ​ | $ | (1,213,868) | ​ | $ | 36,858 | ​ | $ | 19,078,279
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Liabilities | ​ |  | ​ | ​ |  | ​ | ​ | ​ | ​ | ​ |  | ​
Deposits: | ​ |  | ​ | ​ |  | ​ | ​ | ​ | ​ | ​ |  | ​
Noninterest-bearing | ​ | $ | 5,291,443 | ​ | $ | — | ​ | $ | — | ​ | $ | 5,291,443
Interest-bearing | ​ |  | 10,312,370 | ​ |  | 19,702 | (h) | ​ | — | ​ |  | 10,332,072
Total deposits | ​ |  | 15,603,813 | ​ |  | 19,702 | ​ | ​ | — | ​ |  | 15,623,515
Federal funds purchased and securities sold under agreements to repurchase | ​ | ​ | 401,546 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 401,546
Other borrowings | ​ | ​ | 278,900 | ​ | ​ | (7,401) | (i) | ​ | — | ​ | ​ | 271,499
Other liabilities | ​ |  | 1,088,048 | ​ |  | (4,592) | (j) | ​ | — | ​ |  | 1,083,456
Total liabilities | ​ | ​ | 17,372,307 | ​ | ​ | 7,709 | ​ | ​ | — | ​ | ​ | 17,380,016
Net identifiable assets acquired over (under) liabilities assumed | ​ | ​ | 2,882,982 | ​ | ​ | (1,221,577) | ​ | ​ | 36,858 | ​ | ​ | 1,698,263
Goodwill | ​ |  | — | ​ |  | 600,483 | ​ | ​ | (36,858) | ​ |  | 563,625
Net assets acquired over liabilities assumed | ​ | $ | 2,882,982 | ​ | $ | (621,094) | ​ | $ | — | ​ | $ | 2,261,888
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Consideration: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
South State Corporation common shares issued | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | 37,271,069
Purchase price per share of the Company's common stock | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | $ | 60.27
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Company common stock issued ($2,246,327) and cash exchanged for fractional shares ($74) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | $ | 2,246,401
Stock option conversion | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | 8,080
Restricted stock conversion | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | 7,407
Fair value of total consideration transferred | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | $ | 2,261,888
​ Explanation of fair value adjustments (a)— Represents the reversal of CSFL's existing fair value adjustments of $40.7 million and the adjustment to record securities at fair value (premium) totaling $46.2 million (includes reclassification of all securities held as HTM to AFS totaling $175.7 million). (b)— Represents approximately 2.04%, or $269.1 million, total mark of the loan portfolio including a 1.97%, or $259.7 million credit mark, based on a third party valuation. Also, includes the reversal of CSFL's ending allowance for credit losses of $158.2 million and fair value adjustments of $62.6 million. Fair value was subsequently adjusted by $29.8 million due to a reduction in the loan mark (discount). (c)— Represents the MTM adjustment of $4.0 million on leased assets partially offset by the write-off of deminimus fixed assets of $1.6 million. Subsequently, the fair value on certain bank premises was adjusted by $6.0 million based on updated appraisals received. (d)— Represents approximately a 1.28% core deposit intangible, or $125.9 million from a third party valuation. This amount is net of $84.9 million existing core deposit intangible and $1.2 billion of existing goodwill from CSFL’s prior transactions that was reversed. Approximately $10.0 million in a customer list intangible related to the correspondent banking business was subsequently identified and recorded in the third quarter of 2020. (e)— Represents the reversal of prior valuation reserves of $878,000 and recorded new valuation reserves of $1.7 million on both OREO and other repossessed assets. The fair value was subsequently adjusted based on gains and losses recognized from sales of OREO and other repossessed assets. (f)— Represents deferred tax assets related to fair value adjustments measured using an estimated tax rate of 22.0%. This includes an adjustment from the CSFL tax rate to our tax rate. The difference in tax rates relates to state income taxes. Additional deferred tax liability related to subsequent fair value adjustments identified and an updated estimated tax rate of 23.78% was approximately $9.0 million. (g)— Represents a valuation reserve of bank property held for sale of $3.8 million and a fair value adjustment of a lease receivable of $116,000. These amounts are offset by positive fair value adjustment for investment in low income housing of $3.3 million. (h)— Represents estimated premium for fixed maturity time deposits of $20.2 million partially offset by the reversal of existing CSFL fair value adjustments related to time deposit marks from other merger transactions of $546,000. (i)— Represents the recording of a discount of $12.5 million on TRUPs from a third party valuation partially offset by the reversal of the existing CSFL discount on TRUPs and other debt of $5.1 million. (j)— Represents the reversal of an existing $7.1 million unfunded commitment reserve at purchase date partially offset by a fair value adjustment to increase lease liabilities associated with leased facilities totaling $2.5 million. ​

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